Bevilacqua PLLC

Bevilacqua PLLC Bevilacqua PLLC is a boutique transactional law firm that has been handling complex domestic and international transactional matters for over two decades.

Bevilacqua PLLC is a boutique transactional law firm that understands entrepreneurs and provides goal oriented legal services that facilitate agreement and closure. Since our practice is focused on transactional work for private and public companies, we are extremely efficient and conversant in any issue that may arise.

Crypto and tech companies are leading gains in US IPO market Newly public tech and crypto companies are big beneficiarie...
06/20/2025

Crypto and tech companies are leading gains in US IPO market

Newly public tech and crypto companies are big beneficiaries of renewed investor interest in the U.S. IPO sector.

Investors are trading the shares of newly listed companies enthusiastically, hoping for a company that will deliver consistent gains.

The sudden increase in investor interest in IPOs is sending shares of newly public companies soaring on their first day of trading. This enthusiastic trading resulted in the most fervent first-day trades the U.S. market has seen since the boom days of 2021.

https://www.msn.com/en-us/money/topstocks/crypto-and-tech-companies-are-leading-gains-in-us-ipo-market/ar-AA1GQ5kx

New on the blog! The Reverse Merger: Considerations for Struggling Microcap Operating Listed Public Companies and Privat...
06/17/2025

New on the blog!

The Reverse Merger: Considerations for Struggling Microcap Operating Listed Public Companies and Private Companies Seeking to Become Public
by Joseph J. Kaufman

A reverse merger with a well-financed, preferably profitable private company can be a lifeline or exit strategy for owners of a microcap operating listed public company having difficulty in remaining a going concern. At the same time, a reverse merger with a struggling listed public operating company can be a more feasible alternative to an IPO or direct listing for a microcap private company seeking to raise capital from investors.

As outside U.S. securities law counsel in several recent reverse merger transactions, we have insights into the process and certain legal and strategic considerations for companies that may benefit from a reverse merger. This article shares several of these insights.

https://www.bevilacquapllc.com/blog_/the-reverse-merger-considerations-for-struggling-microcap-operating-listed-public-companies-and-private-companies-seeking-to-become-public

Congratulations to our client, Asset Entities Inc. (Nasdaq: ASST), on signing the $750 million PIPE in connection with A...
06/16/2025

Congratulations to our client, Asset Entities Inc. (Nasdaq: ASST), on signing the $750 million PIPE in connection with ASST’s merger with Strive Asset Management.

The proceeds are expected to fund the Company’s first wave of Bitcoin acquisitions and establish the company as a leading Bitcoin treasury company with a differentiated focus on alpha-generating strategies. The closing is expected to occur concurrently with the closing of the previously announced merger between ASST and Strive.

We are proud to have served as U.S. securities counsel to Asset Entities.

Congratulations to Arshia Sarkhani and the entire Asset Entities leadership team, and to Cantor Fitzgerald & Co., who served as exclusive financial advisor and placement agent for the PIPE.

https://www.globenewswire.com/news-release/2025/05/27/3088674/0/en/Strive-Asset-Management-and-Asset-Entities-Nasdaq-ASST-Announce-750M-Private-Investment-to-Fund-First-Wave-of-Bitcoin-Accumulation.html

Ryan Reynolds’ MNTN Shares Rise 65% After $187 Million IPO The trading gives MNTN a market value of $2 billion based on ...
06/13/2025

Ryan Reynolds’ MNTN Shares Rise 65% After $187 Million IPO

The trading gives MNTN a market value of $2 billion based on the outstanding shares listed in its filings. Accounting for employee stock options and restricted stock units, the company has a fully diluted value of about $2.7 billion.

The hashtag drew orders for around 14 times the number of shares available, Founder and Chief Executive Officer Mark Douglas told Bloomberg News.

https://www.bloomberg.com/news/articles/2025-05-22/ryan-reynolds-mntn-shares-rise-60-after-187-million-ipo?sref=TCiZXXHA

New on the blog! Navigating De-S**C Mergers with FPIs: What Cross-Border Companies Need to Know De-S**C transactions con...
06/11/2025

New on the blog!

Navigating De-S**C Mergers with FPIs: What Cross-Border Companies Need to Know

De-S**C transactions continue to provide a compelling route to the U.S. capital markets, especially for Foreign Private Issuers (FPIs). But success in these deals hinges on one word: structure.

Whether it’s choosing between a S**C-on-top or S**C-on-bottom model, aligning accounting standards, or understanding Nasdaq exemptions, the right strategy can streamline the path while keeping regulatory compliance in check.

Paul C. Levites breaks it all down—structural choices, SEC and exchange rules, and key timing considerations—in his latest deep dive.

Read the full blog post:
“Navigating De-S**C Mergers with Foreign Private Issuers: Structural Considerations, Nasdaq Rules, and SEC Compliance” by Paul Levites

https://www.bevilacquapllc.com/blog_/navigating-despac-mergers-with-foreign-private-issuers-structural-considerations-nasdaq-rules-and-sec-compliance

**C **C &A

Tech IPO market is finally showing signs of life • The public market debut of eToro on Wednesday and Hinge Health’s expe...
06/04/2025

Tech IPO market is finally showing signs of life

• The public market debut of eToro on Wednesday and Hinge Health’s expected IPO next week are giving startup investors signs of hope.
• After an extended drought, the IPO market appeared poised to open up early this year until President Donald Trump’s tariffs announcement in April sent stocks plummeting.
• Fintech company Chime filed its prospectus this week after delaying its plans following the new tariffs.

https://www.cnbc.com/2025/05/16/the-tech-ipo-market-is-finally-showing-signs-of-life.html

Surge in Chinese listings is reshaping the U.S. small-cap IPO market. In just two quarters, 83 small-cap IPOs priced—53...
05/29/2025

Surge in Chinese listings is reshaping the U.S. small-cap IPO market.

In just two quarters, 83 small-cap IPOs priced—53 of them from China and Hong Kong—marking the most active stretch in over 15 years. Many raised modest amounts but made up nearly half of all U.S. IPOs during that time. While some saw dramatic post-listing swings, the trend underscores strong interest from foreign issuers in accessing U.S. capital—even with evolving regulatory scrutiny.

As a capital markets firm that regularly advises Asia-based IPO issuers, we are closely tracking how this dynamic continues to play out.

We congratulate our client, Asset Entities ( : ), on their announced merger with Strive Asset Management to form what i...
05/19/2025

We congratulate our client, Asset Entities ( : ), on their announced merger with Strive Asset Management to form what is expected to be the first publicly traded asset management Bitcoin treasury company.

This strategic combination represents an ambitious step forward in reshaping corporate Bitcoin adoption, with a focus on long-term value creation for shareholders.

It was our privilege to serve as legal counsel to Asset Entities on this transaction.

https://assetentities.gcs-web.com/news-releases/news-release-details/asset-entities-merge-strive-asset-management-form-first-publicly

The IPO Is Dying. Tokenized Equity May Replace It IPOs are no longer the endgame. With over $5.3 trillion in private ca...
05/17/2025

The IPO Is Dying. Tokenized Equity May Replace It

IPOs are no longer the endgame.

With over $5.3 trillion in private capital sitting on the sidelines and artificial intelligence redrawing market fundamentals at unprecedented speed, many companies are opting to stay private. Public markets have become slower, more rigid, and increasingly misaligned with how modern businesses operate. Since its 2021 peak, IPO activity has dropped more than 80%, suggesting that founders and investors alike are looking elsewhere for liquidity and legitimacy.

https://www.forbes.com/sites/azeemkhan/2025/04/30/the-ipo-is-dying-tokenized-equity-may-replace-it/

Why Is There an IPO Lockup Period and How Long Does It Last? Every year, newly public companies release billions of dol...
05/06/2025

Why Is There an IPO Lockup Period and How Long Does It Last?

Every year, newly public companies release billions of dollars' worth of insider-held stock onto the market, but not immediately after their initial public offerings (IPOs).

This delay is because of the IPO lockup period, a strategic pause typically lasting 90 to 180 days that prevents company insiders from selling their shares immediately after the company goes public.

https://www.investopedia.com/ask/answer/12/ipo-lockup-period.asp

Congratulations to our client, Concorde International Group Limited, on the closing of their $5 million initial public o...
04/29/2025

Congratulations to our client, Concorde International Group Limited, on the closing of their $5 million initial public offering.

We are proud to have served as U.S. securities counsel to Concorde International Group for this transaction. The shares are now trading on the Nasdaq Capital Market under the ticker symbol “CIGL.” Trading began on April 22, 2025, with the offering closing on April 23, 2025.

Congratulations to Chua Swee Kheng and the entire Concorde leadership team and to RF Lafferty & Co., Inc., who acted as sole book-running manager for the offering.

We look forward to watching Concorde International Group’s continued growth and success in the U.S. capital markets.

https://www.globenewswire.com/news-release/2025/04/23/3066645/0/en/Concorde-International-Group-Announces-Closing-of-5-000-000-Initial-Public-Offering.html

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Washington D.C., DC
20036

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